TIDMHZM
RNS Number : 2461W
Horizonte Minerals PLC
20 December 2021
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN OR INTO THE UNITED STATES OR JAPAN.
For immediate release
20 December 2021
Horizonte Minerals Plc
("Horizonte" or the "Company")
Result of General Meeting and Equity Fundraise Update
Horizonte (AIM: HZM, TSX: HZM), announces that all resolutions
proposed at its General Meeting, held earlier today, were duly
passed. A breakdown of the poll result for each resolution is set
out below:
Resolution Votes for % Votes Against % Votes Withheld
1. to allot and issue
the Fundraising Shares
and to issue the Convertible
Loan Notes (including
the Ordinary Shares which
may be issued in the event
of the conversion of the
Convertible Loan Notes)
in each case in connection
with the Fundraising 332,390,635 91.69 30,119,834 8.31 5,693,440
------------ ------ -------------- ----- ---------------
2. to allot and issue
the Fundraising Shares
and to issue the Convertible
Loan Notes (including
the Ordinary Shares which
may be issued in the event
of the conversion of the
Convertible Loan Notes)
pursuant to the Fundraising,
in each case for cash
on a non-pre-emptive basis 361,424,492 99.71 1,060,445 0.29 5,718,972
------------ ------ -------------- ----- ---------------
Equity Fundraise Update
Following the General Meeting, and Open Offer announcement
earlier today, a total of 2,102,209,850 new Ordinary Shares in the
capital of the Company have been placed with, or subscribed for by,
new and existing investors at the Issue Price. On settlement, the
Equity Fundraise will raise gross proceeds of approximately GBP147
million (approximately US$197 million) for the Company before
expenses consisting of:
-- 610,123,712 new Ordinary Shares pursuant to the UK Placing,
raising gross proceeds of approximately GBP42.7 million
(approximately US$57.1 million) representing 4,000,000 more
Ordinary Shares than previously announced by the Company on 24
November 2021 as such shares will be placed under the UK Placing
rather than the Canadian Offering;
-- 122,072,398 new Ordinary Shares pursuant to the Canadian
Offering, raising gross proceeds of approximately GBP8.5 million
(approximately US$11.4 million), representing 4,000,000 less
Ordinary Shares than previously announced by the Company on 24
November 2021 and set forth in the Canadian Prospectus (as defined
below) as such shares will be placed under the UK Placing;
-- 74,738,416 new Ordinary Shares pursuant to the Glencore
Subscription, raising gross proceeds of approximately GBP5.2
million (approximately US$7 million);
-- 533,845,825 new Ordinary Shares pursuant to the Orion
Subscription, raising gross proceeds of approximately GBP37.4
million (approximately US$50 million);
-- 759,128,764 new Ordinary Shares pursuant to the La Mancha
Subscription, raising gross proceeds of approximately GBP53.1
million (approximately US$71 million); and
-- 2,300,735 new Ordinary Shares pursuant to the Open Offer,
raising gross proceeds of approximately GBP0.16 million
(approximately US$0.22 million).
The new Ordinary Shares to be issued in aggregate pursuant to
the Equity Fundraise represent 123.6 per cent. of the issued share
capital of the Company prior to the Equity Fundraise. Unless
otherwise defined herein, capitalised terms used in this
announcement shall have the same meanings as defined in the
announcement of the Equity Fundraising made by the Company on 23
November 2021.
Incorporated by Reference
This announcement is incorporated by reference in, and forms a
part of, the prospectus supplement of the Company dated November
24, 2021 to the base shelf prospectus of the Company dated October
29, 2021, filed in each of the territories and provinces of Canada,
other than Quebec (the "Canadian Prospectus").
About Horizonte Minerals:
Horizonte Minerals plc is an AIM and TSX-listed nickel
development company focused in Brazil. The Company is developing
the Araguaia project, as the next major ferronickel mine in Brazil,
and the Vermelho nickel-cobalt project, with the aim of being able
to supply nickel and cobalt to the EV battery market. Both projects
are 100% owned.
For further information, visit www.horizonteminerals.com or
contact:
Horizonte Minerals plc info@horizonteminerals.com
Jeremy Martin (CEO) +44 (0) 203 356 2901
Anna Legge (Corporate Communications)
Peel Hunt LLP (NOMAD & Joint
Broker)
Ross Allister
David McKeown +44 (0)20 7418 8900
BMO Capital Markets (Joint Broker)
Thomas Rider
Pascal Lussier Duquette
Andrew Cameron
Muhammad Musa +44 (0) 20 7236 1010
This announcement is not for publication or distribution,
directly or indirectly, in or into the United States of America.
This announcement is not an offer of securities for sale into the
United States. The securities referred to herein have not been and
will not be registered under the U.S. Securities Act of 1933, as
amended, and may not be offered or sold in the United States,
except pursuant to an applicable exemption from registration. No
public offering of securities is being made in the United
States.
Cautionary Statements Regarding Forward-Looking Information
This announcement contains "forward-looking information"
including as that term is defined under applicable Canadian
securities legislation. Such information includes but is not
limited to, the closing of the Equity Fundraise; and the receipt of
required approvals, including the approval of the TSX. Generally,
forwardlooking information can be identified by the use of words
such as "plans", "expects" or "is expected", "scheduled",
"estimates" "intends", "anticipates", "believes", or variations of
such words and phrases, or statements that certain actions, events
or results "can", "may", "could", "would", "should", "might" or
"will", occur or be achieved, or the negative connotations thereof.
These forward-looking statements are subject to numerous risks and
uncertainties, certain of which are beyond the control of the
Company, which could cause the actual results, performance or
achievements of the Company to be materially different from the
future results, performance or achievements expressed or implied by
such information. These risks include, without limitation, risks
related to AIM Admission and the approval of the TSX and other
applicable securities regulatory authorities, a failure to obtain
adequate financing on a timely basis and on acceptable terms,
political and regulatory risks associated with mining and
exploration activities, including environmental regulation, risks
and uncertainties relating to the interpretation of drill and
sample results, risks related to the uncertainty of cost and time
estimation and the potential for unexpected delays, costs and
expenses, risks related to metal price fluctuations, the market for
nickel and cobalt products, other risks and uncertainties related
to the Company's prospects, properties and business as well as
those risk factors discussed or referred to herein and in the
Company's disclosure record, including in its annual information
form for the year ended December 31, 2020 filed with the securities
regulatory authorities in all territories and provinces of Canada,
other than Quebec, and available at www.sedar.com. Although the
Company has attempted to identify important factors that could
cause actual actions, events or results to differ materially from
those described in forward-looking information, there may be other
factors that cause actions, events or results not to be
anticipated, estimated or intended. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such information. The Company undertakes no
obligation to update forward-looking information if circumstances
or management's estimates, assumptions or opinions should change,
except as required by applicable law. The reader is cautioned not
to place undue reliance on forward-looking information. The
information in this announcement is subject to change.
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END
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